8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

November 1, 2007

PERRIGO COMPANY

(Exact name of registrant as specified in its charter)

MICHIGAN	0-19725	38-2799573
(State of other	(Commission	(IRS Employer
Jurisdiction of	File Number)	Identification No.)
Incorporation)

515 Eastern Avenue, Allegan, Michigan	49010
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code:(269) 673-8451

Not Applicable

(Former name or address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02. Results of Operations and Financial Condition

On November 1, 2007, the Perrigo Company released earnings for the first quarter and fiscal year 2008.

The press release related to Perrigo’s earnings is attached as Exhibit 99.

The information in this Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Report shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01. Financial Statements and Exhibits

(d)Exhibits

99.1 Press release issued by Perrigo Company on November 1, 2007, furnished solely pursuant to Item 2.02 of Form 8-K.

SIGNATURES

Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	PERRIGO COMPANY
	(Registrant)
Dated: November 1, 2007	By:	/s/ Judy L. Brown
		Judy L. Brown
		Executive Vice President and Chief Financial Officer
		(Principal Accounting and Financial Officer)

Exhibit Index

Exhibit 99.1 - Press Release issued by Perrigo Company on November 1, 2007, furnished solely pursuant to Item 2.02 of Form 8-K.

EX-99.1

FOR IMMEDIATE RELEASE

PERRIGO REPORTS RECORD SALES AND INCOME

FOR FISCAL 2008 FIRST QUARTER;

INCREASES FULL YEAR GUIDANCE

* First quarter revenue increased $43 million, or 12 percent, to $383 million

* GAAP net income increased 102 percent to $34 million, or $0.36 per share

* Investments in Research and Development, up 25% versus last year

* Fiscal 2008 earnings guidance increased to between $1.12 and $1.22 per share

ALLEGAN, Mich. - Nov. 1, 2007 - The Perrigo Company (Nasdaq: PRGO; TASE) today announced results for its fiscal year 2008 first quarter that ended September 29, 2007.

Perrigo Company

(in thousands, except per share amounts)

	Fiscal 2008		Fiscal 2007
	1st Quarter Ended		1st Quarter Ended
	9/29/07		9/30/06
Sales	$	382,740	$	340,215
Net Income	$	34,019	$	16,882
Diluted EPS	$	0.36	$	0.18
Diluted Shares		94,884		93,273

Sales for the first quarter of fiscal 2008 were $382.7 million, an increase of twelve percent. Net income was $34.0 million, or $0.36 per share, compared with $16.9 million, or $0.18 per share, a year ago, which included expense for a product recall of $0.7 million after-tax, or $0.01 per share.

Perrigo Chairman and CEO Joseph C. Papa stated, “In the first quarter we achieved both record sales and record earnings. It was another strong new product quarter with $11 million in new product sales, led by smoking cessation. On top of that, we had more than $20 million in incremental new business sales due to issues at a competitor. Improvements in supply chain initiatives, quality and inventory management also helped us deliver higher operating margins. The Rx segment similarly contributed strong operating results, led by our new products acquired from Glades. API again substantially outperformed our expectations, growing over 30 percent from last year in a very competitive marketplace. On top of this, our focus on working capital has paid off with $28 million of cash flow from operations in the quarter.”

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Mr. Papa continued, “We are raising our fiscal year 2008 earnings guidance to $1.12 to $1.22 per share, a growth of 26 to 37 percent over adjusted EPS last year. This range is exclusive of the Omeprazole new product launch. Our initial guidance was based, in part, on the public comments of our competitor that they would return to the market in December. With one solid quarter behind us, our team feels more comfortable in our ability to retain this business. With these positive tailwinds we are excited about our prospects for the rest of the year.”

Consumer Healthcare

Consumer Healthcare segment sales in the first quarter were a record $268.3 million compared with $241.8 million in the first quarter last year, an increase of $26.5 million or 11 percent. The sales increase resulted from $10 million in revenue from new product sales, approximately $20 million in incremental new business and gains in non-U.S. businesses that was partially offset by the withdrawal of fiber laxatives and lower vitamin sales.

Operating income was $29.5 million, compared with $17.1 million a year ago as a result of higher gross margins from new products, supply chain efficiencies and international growth. Additionally, last year’s quarter included higher inventory costs and costs related to a product recall.

On July 11, the Company announced it had closed its transaction to acquire Qualis, Inc., a manufacturer of store brand pediculicide products that compare to Rid® and Nix®. Shipments began this quarter.

Rx Pharmaceuticals

The Rx Pharmaceutical segment sales were $35.0 million, including $5.8 million in service and royalty revenues, compared with $31.4 million a year ago. Fiscal 2008 first quarter sales also included $6.6 million in sales of products acquired from Glades Pharmaceuticals. Operating income was $7.4 million, up from $5.8 million last year.

On September 19, the Company announced it had received final approval from the FDA for ciclopirox topical solution, 8% (equivalent to Penlac® Nail Lacquer), indicated for the treatment of fingernail and toenail infections. Shipments began immediately.

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API

The API segment reported sales of $38.8 million compared with $29.8 million a year ago, reflecting strong sales in several key products. Operating income was $7.3 million, compared with $4.7 million last year, reflecting the higher sales volume and a favorable sales mix.

Other

The Other category, consisting of Israel Consumer Products and Israel Pharmaceutical and Diagnostic Products segments, reported sales of $40.7 million, compared with $37.2 million a year ago. Operating income was $2.5 million, compared with $2.7 million last year.

In the fiscal 2007 first quarter, unallocated expenses were $0.7 million compared with $4.5 million a year ago. The decrease was due primarily to a legal settlement.

Perrigo’s Chairman and CEO Joseph C. Papa concluded, “I am very pleased with the momentum we have built and am excited about our full year prospects. Our focus on quality, supply chain improvements and improved customer service drove these results. Our on-going investment in R&D continues to add new products with the largest launch in our history expected soon. Looking ahead, Perrigo will continue to make quality healthcare more affordable for our customers and drive value for our shareholders.”

Perrigo will host a conference call to discuss fiscal 2008 first quarter results at 10:00a.m. (ET) on Thursday, November 1. The conference call will be available live via web cast to interested parties on the Perrigo website http://www.perrigo.com or by phone 888-694-4676, International 973-582-2737, and reference ID# 9363591. A taped replay of the call will be available beginning at approximately 2:30 p.m. (ET) Thursday, November 1, until midnight Friday, November 9, 2007. To listen to the replay, call 877-519-4471, International 973-341-3080, access code 9363591.

Perrigo Company is a leading global healthcare supplier that develops, manufactures and distributes over-the-counter (OTC) and prescription pharmaceuticals, nutritional products, active pharmaceutical ingredients (API) and consumer products. The Company is the world’s largest manufacturer of OTC pharmaceutical products for the store brand market. The Company’s primary markets and locations of manufacturing facilities are the United States, Israel, Mexico and the United Kingdom. Visit Perrigo on the Internet (http://www.perrigo.com).

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Note: Certain statements in this press release are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbor created thereby. These statements relate to future events or the Company’s future financial performance and involve known and unknown risks, uncertainties and other factors that may cause the actual results, levels of activity, performance or achievements of the Company or its industry to be materially different from those expressed or implied by any forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential” or other comparable terminology. The Company has based these forward-looking statements on its current expectations, assumptions, estimates and projections. While the Company believes these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond the Company’s control. These and other important factors, including those discussed under “Risk Factors” in the Company’s Form 10-K for the year ended June 30, 2007, as well as the Company’s subsequent filings with the Securities and Exchange Commission, may cause actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements. The forward-looking statements in this press release are made only as of the date hereof, and unless otherwise required by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Arthur J. Shannon, Vice President, Investor Relations and Communication

(269) 686-1709

E-mail: ajshannon@perrigo.com

Ernest J. Schenk, Manager, Investor Relations and Communication

(269) 673-9212

E-mail: eschenk@perrigo.com

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PERRIGO COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts)
(unaudited)
	First Quarter
	2008			2007
Net sales	$	382,740		$	340,215
Cost of sales		266,022			247,400
Gross profit		116,718			92,815
Operating expenses
Distribution		7,074			7,384
Research and development		16,320			13,047
Selling and administration		47,275			46,672
Total		70,669			67,103
Operating income		46,049			25,712
Interest, net		4,655			4,586
Other income, net		(1,183	)		(61	)
Income before income taxes		42,577			21,187
Income tax expense		8,558			4,305
Net income	$	34,019		$	16,882
Earnings per share
Basic	$	0.37		$	0.18
Diluted	$	0.36		$	0.18
Weighted average shares outstanding
Basic		93,142			92,168
Diluted		94,884			93,273
Dividends declared per share	$	0.045		$	0.043

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PERRIGO COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
	September 29,		June 30,		September 30,
	2007		2007		2006
Assets	(unaudited)				(unaudited)
Current assets
Cash and cash equivalents	$	46,837	$	30,305	$	33,027
Investment securities		32,487		49,110		27,922
Accounts receivable		283,443		282,045		230,239
Inventories		314,597		295,114		326,538
Current deferred income taxes		41,372		41,400		52,215
Income taxes refundable		5,596		-		-
Assets held for sale		2,746		2,746		-
Prepaid expenses and other current assets		20,264		18,340		21,068
Total current assets		747,342		719,060		691,009
Property and equipment		665,239		664,096		617,813
Less accumulated depreciation		343,033		333,024		298,260
		322,206		331,072		319,553
Restricted cash		400,000		422,000		400,000
Goodwill		199,730		196,218		183,205
Other intangible assets		187,467		159,977		137,876
Non-current deferred income taxes		49,184		54,908		43,380
Other non-current assets		40,723		41,919		40,651
	$	1,946,652	$	1,925,154	$	1,815,674
Liabilities and Shareholders' Equity
Current liabilities
Accounts payable	$	170,639	$	164,318	$	172,680
Notes payable		11,677		11,776		5,740
Payroll and related taxes		38,425		46,226		41,458
Accrued customer programs		48,638		48,218		45,084
Accrued liabilities		44,142		47,333		41,164
Accrued income taxes		-		29,460		17,501
Current deferred income taxes		15,214		17,125		9,837
Current portion of long-term debt		15,314		15,381		-
Total current liabilities		344,049		379,837		333,464
Non-current liabilities
Long-term debt		642,629		650,762		678,272
Non-current deferred income taxes		101,424		103,775		105,427
Other non-current liabilities		87,324		36,311		36,922
Total non-current liabilities		831,377		790,848		820,621
Shareholders' equity
Preferred stock, without par value, 10,000 shares authorized		-		-		-
Common stock, without par value, 200,000 shares authorized		521,117		519,419		510,132
Accumulated other comprehensive income		47,864		56,676		17,461
Retained earnings		202,245		178,374		133,996
Total shareholders' equity		771,226		754,469		661,589
	$	1,946,652	$	1,925,154	$	1,815,674
Supplemental Disclosures of Balance Sheet Information
Allowance for doubtful accounts	$	8,622	$	9,421	$	12,195
Allowance for inventory	$	34,947	$	36,210	$	40,992
Working capital	$	403,293	$	339,223	$	357,545
Preferred stock, shares issued		-		-		-
Common stock, shares issued		93,566		93,395		92,556

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PERRIGO COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
	First Quarter
	2008			2007
Cash Flows From (For) Operating Activities
Net income	$	34,019		$	16,882
Adjustments to derive cash flows
Depreciation and amortization		15,570			13,502
Share-based compensation		1,958			2,434
Deferred income taxes		2,120			(1,157	)
Sub-total		53,667			31,661
Changes in operating assets and liabilities
Accounts receivable		(3,389	)		8,550
Inventories		(21,356	)		(25,211	)
Accounts payable		7,665			(5,785	)
Payroll and related taxes		(7,437	)		(12,423	)
Accrued customer programs		420			(4,450	)
Accrued liabilities		(3,584	)		(4,203	)
Accrued income taxes		2,276			3,474
Other		(563	)		1,983
Sub-total		(25,968	)		(38,065	)
Net cash from (for) operating activities		27,699			(6,404	)
Cash Flows (For) From Investing Activities
Purchase of securities		(73,418	)		(52,340	)
Proceeds from sales of securities		89,182			51,074
Asset acquisition		(12,401	)		-
Additions to property and equipment		(4,364	)		(8,113	)
Net cash for investing activities		(1,001	)		(9,379	)
Cash (For) From Financing Activities
Repayments of short-term debt, net		(99	)		(14,331	)
Borrowings of long-term debt		30,000			55,000
Repayments of long-term debt		(38,000	)		-
Tax (expense) benefit of stock transactions		(135	)		616
Issuance of common stock		4,155			2,222
Repurchase of common stock		(4,280	)		(11,238	)
Cash dividends		(4,214	)		(3,939	)
Net cash (for) from financing activities		(12,573	)		28,330
Net increase in cash and cash equivalents		14,125			12,547
Cash and cash equivalents, at beginning of period		30,305			19,018
Effect of exchange rate changes on cash		2,407			1,462
Cash and cash equivalents, at end of period	$	46,837		$	33,027
Supplemental Disclosures of Cash Flow Information
Cash paid/received during the period for:
Interest paid	$	10,019		$	8,309
Interest received	$	5,189		$	4,700
Income taxes paid	$	588		$	1,797
Income taxes refunded	$	672		$	-

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Table I
PERRIGO COMPANY
SEGMENT INFORMATION
(in thousands)
(unaudited)
	First Quarter
	2008			2007
Segment Sales
Consumer Healthcare	$	268,259		$	241,809
Rx Pharmaceuticals		34,960			31,425
API		38,814			29,779
Other		40,707			37,202
Total	$	382,740		$	340,215
Segment Operating Income
Consumer Healthcare	$	29,549		$	17,100
Rx Pharmaceuticals		7,445			5,787
API		7,276			4,658
Other		2,489			2,664
Unallocated expenses		(710	)		(4,497	)
Total	$	46,049		$	25,712

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